SEC Info - Peretz Benjamin, et al. - ‘4’ for 5/23/23 re: Coupang, Inc.

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

GREENOAKS CAPITAL PARTNERS LLC

2. Issuer Name and Ticker or Trading Symbol
Coupang, Inc. [CPNG]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director

_____ 10% Owner

_____ Officer (give title below)

__X__ Other (specify below)

See Remarks

(Last)

(First)

(Middle)

4 ORINDA WAY BUILDING C, SUITE 200

3. Date of Earliest Transaction (Month/Day/Year)
5/23/23

(Street)

ORINDA, CA 94563

4. If Amendment, Date Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Rule 10b5-1(c) Transaction Indication
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security
(Instr. 3)

2. Transaction Date (Month/Day/Year)

2A. Deemed Execution Date, if any (Month/Day/Year)

3. Transaction Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)

7. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

Amount

(A) or (D)

Price

Class A Common Stock

5/23/23

2,000,000

$15.61

68,651,928

See footnotes ⁽²⁾ ⁽³⁾

Class A Common Stock

5/24/23

1,000,000

$15.37

67,651,928

See footnotes ⁽²⁾ ⁽³⁾

Class A Common Stock

5/24/23

G ⁽¹⁾

1,150,000

$ 0

66,501,928

See footnotes ⁽²⁾ ⁽³⁾

Class A Common Stock

30,625

D ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address

Relationships

Director

10% Owner

Officer

Other

GREENOAKS CAPITAL PARTNERS LLC
4 ORINDA WAY BUILDING C
SUITE 200
ORINDA, CA 94563

See Remarks

MEHTA NEIL
4 ORINDA WAY BUILDING C
SUITE 200
ORINDA, CA 94563

PERETZ BENJAMIN
4 ORINDA WAY BUILDING C
SUITE 200
ORINDA, CA 94563

See Remarks

Signatures

Greenoaks Capital Partners LLC, By: /s/ Neil Mehta, Managing Director

5/25/23

^**Signature of Reporting Person

Date

/s/ Neil Mehta

5/25/23

^**Signature of Reporting Person

Date

/s/ Benjamin Peretz

5/25/23

^**Signature of Reporting Person

Date

Explanation of Responses:

If the form is filed by more than one reporting person, see Instruction 4(b)(v).

Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

(1)

Represents a gift of securities.

(2)

The securities reported herein are held by certain funds and accounts to which Greenoaks Capital serves as the investment adviser and related persons or entities, including the Reporting Persons, certain estate planning vehicles, and by Greenoaks Capital Management LLC. Neil Mehta ("Mr. Mehta") and Benjamin Peretz ("Mr. Peretz") serve as Managing Directors of Greenoaks Capital. Mr. Mehta is a director of the Issuer.

(3)

Each Reporting Person disclaims beneficial ownership in the securities reported herein except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

(4)

Represents the grant of Restricted Stock Units ("RSUs") to Mr. Mehta for his service on the board of the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The RSUs will vest on the earlier of (i) the date of the next annual meeting of stockholders of the Issuer following June 16, 2022 or (ii) June 16, 2023.

Remarks:
Greenoaks Capital may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, by virtue of the fact that Mr. Mehta currently serves on the board of directors of the Issuer.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

____________ Transaction Codes:
G	Bona fide gift.
S	Open market or private sale of non-derivative or derivative security.

Peretz Benjamin, et al. – ‘4’ for 5/23/23 re: Coupang, Inc.

On: Thursday, 5/25/23, at 8:01pm ET · For: 5/23/23 · As: Director and Other · Accession #: 902664-23-3307 · File #: 1-40115

Previous ‘4’: ‘4’ on 12/8/22 for 12/6/22 · Latest ‘4’: This Filing

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Reporting Owners

Signatures

Explanation of Responses:

Peretz Benjamin, et al. – ‘4’ for 5/23/23 re: Coupang, Inc.

On: Thursday, 5/25/23, at 8:01pm ET · For: 5/23/23 · As: Director and Other · Accession #: 902664-23-3307 · File #: 1-40115

Previous ‘4’: ‘4’ on 12/8/22 for 12/6/22 · Latest ‘4’: This Filing

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Reporting Owners

Signatures

Explanation of Responses:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents